PROPOSAL of McDermott Will & Emery LLP November 18, 2013 EFTA00583244 Step One: Distribution of BFP Interests (or a cash Loan) to 2011 Trusts The APO1 Trust distributes (decants) sufficient assets to each of the BEB 2011 Trust, the JMB 2011 Trust, the ASB 2011 Trust and the VRB 2011 Trust (the "2011 Trus

n in the amount of $1.5 million (I assume this will be a 9-year loan=at the AFR-1.85% for October 2014). We can approach it two ways:<=u> Option 1: The APO1 Trust makes the loan=to Ben and Ben pays the APO1 Trust annual interest. This involves: * * Trustee Resolution by APO1 Trustees (signed by =arry, John an

ermott Will & Emery LLP November 18, 2013 EFTA_R1_01945046 EFTA02672197 Step One: Distribution of BFP Interests (or a cash Loan) to 2011 Trusts The APO1 Trust distributes (decants) sufficient assets to each of the BEB 2011 Trust, the JMB 2011 Trust, the ASB 2011 Trust and the VRB 2011 Trust (the "2011 Trus